VI. Use Of Proceeds

The Partnership seeks to raise minimum gross proceeds of $125,000 and maximum gross proceeds of $1,000,000 from the sale of Units in this Offering. The Partnership intends to apply these proceeds substantially as set forth herein, subject only to reallocation by Management in the best interests of the Partnership.

A.  Sale of Equity

Category Maximum Proceeds Percentage of Total Proceeds Minimum Proceeds Percentage of Min Proceeds
Proceeds from Sale of Units $1,000,000 100% $125,000 13%

B.  Offering Expenses & Commissions

Category Maximum Proceeds Percentage of Total Proceeds Minimum Proceeds Percentage of Min Proceeds
Offering Expenses $10,000 1% $5,000 4%
Brokerage Commissions $100,000 10% $12,500 10%
Total Offering Fees $110,000 11% $17,500 14%

C.  Corporate Application of Proceeds

Category Maximum Proceeds Percentage of Total Proceeds Minimum Proceeds Percentage of Min Proceeds
Inventory Purchase $548,000 61.57% $71,500 66.51%
R & D of Properties $16,000 1.80% $00 0%
Marketing $90,000 10.11% $00 0%
Expenses (1st Yr.) $236,000 26.52% $36,000 33.49%
Total Use $890,000 100.00% $107,500 100.00%

D.  Footnotes:

(1) Includes estimated memorandum preparation, filing, printing, legal, accounting and other fees and expenses related to the Offering.
(2) This Offering is being sold by the General Partners of the Partnership. No compensatory sales fees or related commissions will be paid to such General Partners. Registered brokers or dealers who are members of the FINRA and who enter into a Participating Dealer Agreement with the Partnership may sell units. Such brokers or dealers may receive commissions up to ten percent (10%) of the price of the Units sold. Finders Fees for certain introductions prospective investor members may also be paid in lieu of commissions.